Drug Testing SRS Std 213

STATE OF CALIFORNIA STANDARD AGREEMENT STD 213 (Rev 6/03)

AGREEMENT NUMBER S1150002 REGISTRATION NUMBER

1. This Agreement is entered into between the State Agency and the Contractor named below: STATE AGENCY NAME Department of Personnel Administration CONTRACTOR NAME SAP Referral Services, LLC 2. The term of this Agreement is: July 1, 2011 through June 30, 2013 3. The maximum amount of this Agreement is: $33,800 Thirty-Three Thousand Eight Hundred Dollars and Zero Cents 4. The parties agree to comply with the terms and conditions of the following exhibits, which are by this reference made a part of the Agreement. Exhibit A – Scope of Work 4 Pages Attachment 1 – SAP Provider Network by Location 13 Pages Attachment 2 – Performance Guarantees 2 Pages Exhibit B – Budget Detail and Payment Provisions 2 Pages Exhibit C – General Terms and Conditions 4 Pages Exhibit D – Special Terms and Conditions 2 Pages Exhibit E – Contractor Evaluation 1 Page Items shown with an Asterisk (*), are hereby incorporated by reference and made part of this agreement as if attached hereto. The documents can be viewed at www.ols.dgs.ca.gov/Standard+Language

IN WITNESS WHEREOF, this Agreement has been executed by the parties hereto. CONTRACTOR CONTRACTOR’S NAME (If other than an individual, state whether a corporation, partnership, etc.) SAP Referral Services, LLC BY (Authorized Signature) original signed by Dawn R. Dregier DATE SIGNED (Do not type) 6/6/11 PRINTED NAME AND TITLE OF PERSON SIGNING Dawn R. Dregier, President/CEO ADDRESS 8831 Satyr Hill Road, Suite 107, Baltimore, MD 21234 STATE OF CALIFORNIA AGENCY NAME Department of Personnel Administration BY (Authorized Signature) original signed by Mark T. Rodriguez DATE SIGNED (Do not type) 6/13/11 PRINTED NAME AND TITLE OF PERSON SIGNING Mark T. Rodriguez, Chief, Administrative Services Division ADDRESS 1515 S Street, North Building, Suite 400, Sacramento, CA 95811

California Department of General Services Use Only

Exempt per: EXEMPT FROM DGS REVIEW/APPROVAL PCC 10295 (C) (4)

SAP Referral Services, LLC Agreement Number S1150002 Page 1 of 4

EXHIBIT A (Standard Agreement) SCOPE OF WORK

SAP Referral Services, LLC (Contractor) agrees to provide Substance Abuse Professional (SAP) services to the Department of Personnel Administration (DPA) as described herein:

Scope of Work

The contractor agrees to provide statewide SAP services to a consortium that has been established by the DPA to conduct drug and alcohol testing for the following testing programs: 1) Federally-mandated testing for commercial drivers and U.S. Coast Guard, State Reasonable Suspicion, random testing for BU 06 Excluded and Exempt employees and random testing for BU 06 rank and file employees. Employees who are tested are covered by the Federal drug and alcohol testing regulations, DPA regulations and collective bargaining agreements. SAP services must be provided for State employees located geographically throughout the entire state (Exhibit A, Attachment 1). Services shall adhere to all Federal and State regulations, policies and bargaining unit agreements.

Services Required

1. Employee Evaluation and Report to the Employer

For each case referred, the Contractor agrees to:

 Within 72 hours of initial call by the employee or a State agency official, conduct an initial (face-to-face) evaluation of the employee to assess their level of use of drugs and/or alcohol, and upon completion of the evaluation, either conclude that the employee does not need treatment or recommend appropriate treatment and/or resources to the employee. Within 72 hours (excluding holidays, Saturdays and Sundays) of meeting with the employee, prepare a written report to the employer indicating the course of action recommended to the employee.

 Monitor and evaluate the employee’s progress throughout treatment and prepare a written report to the employer regarding the employee’s progress in rehabilitation, including a determination as to whether the employee has properly followed the prescribed rehabilitation program. If necessary, the report will also specify any follow-up testing (including the number of tests required and the duration) required for the employee after the employee has returned to work. This report shall be provided to the employer within 72 hours (excluding holidays, Saturdays and Sundays) following the evaluation.

 All written reports regarding the SAP evaluation of an employee shall be expressed as specified by the State. SAP Referral Services, LLC Agreement Number S1150002 Page 2 of 4

EXHIBIT A (Standard Agreement)

 Except as otherwise agreed to by the State and the Contractor, the written report to the employer is to be delivered by first class mail or electronic transmission to a designated State representative. Records will be maintained as specified in 49 CFR, Part 40 of the FMCSA, USCG regulations 49 CFR Parts 16 and 4, State regulations or collective bargaining agreements. The Contractor will bear all costs of forms, reports, postage, and facsimile services, and, if required, courier services.

 For the purpose of this Agreement, a case is defined as:

1.a.a. An initial evaluation of the employee to assess the level of alcohol and/or drug use. If required, recommendation or referral to an appropriate treatment program. Monitor and evaluate the employee’s participation in, and up to, their completion of treatment and/or return to work.

1.a.b. Prior to the employee returning to work, he/she shall be reevaluated, and the SAP will provide a written report to the employer as to the status of the employee’s participation in treatment. The report shall also indicate the number and duration of follow-up tests required by the employee should that employee be returned to work.

1.a.c. If requested by an employer, the SAP will provide an “early return to work” evaluation on the employee. This is an optional component and is not included in the definition of a case as defined above.

1.a.d. If an employee tests positive on a follow-up test, a subsequent random or any other test, and is referred to the SAP for a subsequent evaluation, the evaluation will be considered a new case.

2. Confidentiality of Evaluations/Reports

Contractor agrees to maintain all necessary safeguards, records, and controls relative to the handling and processing of employee test results, inclusive of any information relating to the employee’s evaluation by the SAP. Release of information regarding an employee’s evaluation shall be provided as specified by State and/or Federal confidentiality laws regarding disclosure of medical records. The State reserves the right to conduct on-site inspections of the Contractor’s facilities. SAP Referral Services, LLC Agreement Number S1150002 Page 3 of 4

3. Monthly Summary Reports

Contractor agrees to provide with each monthly invoice a statistical summary of all evaluations performed during the same calendar month. The report will include the total number of employees evaluated and total number of employees evaluated by each State department.

4. Contract Units and Prices

The work of the contract has been subdivided into “Items,” each with a “Unit Price” and “Estimated Volume.” Contract payments will be based on actual quantities of work performed as directed and accepted and shall be paid for at the Unit Price as shown on the Cost Proposal. The “Unit Price” figure will constitute full payment for meeting all the provisions of the above specifications.

5. Court Testimony

If required by the State, the Contractor or its qualified representative agrees to attend appeal hearings or court hearings and provide expert testimony concerning the methods used, reliability, and results of specific analyses. The State will pay:

 Fees for the services of an expert to provide consultation and/or testimony for such appeal or court hearing; and

 The actual cost of transportation (e.g., plane fare, taxi fare, parking, etc.) to such appeal hearing or court appearance and per diem not to exceed the rate paid to the State’s non-represented employees. If a privately-owned or company automobile is used for such travel, the Contractor shall be reimbursed at the rate of 50 cents per mile or equal to the current State of California Reimbursement Rate. The maximum per diem rate (including meals and lodging) allowed is $124.00 per day plus taxes on entire cost of lodging rate. This rate may be subject to increase during the contract period.

6. Stewardship Meetings

The Contractor is required to participate in Annual Stewardship meetings with DPA. Miscellaneous Contract Provisions

Invitation for Bid (IFB) 500-10-02 entitled Substance Abuse Professional Services and Contractor’s subsequent bid are hereby incorporated and made part of this Agreement by reference.

Project Representatives

The project representatives during the term of this agreement will be: SAP Referral Services, LLC Agreement Number S1150002 Page 4 of 4

State Agency: DPA Name: Sydney Perry Phone: (916) 324-2763 Fax: (916) 327-6431

Contractor: SAP Referral Services, LLC Name: Dawn R. Dregier Phone: (410) 668-8110, Ext. 150 Fax: (410) 668-8103

Direct all inquiries to:

State Agency: DPA Section/Unit: Benefits Division Attention: Sydney Perry Address: 1515 S St., No. Bldg., Ste. 400, Sacramento, CA 95811-7258 Phone: (916) 324-2763 Fax: (916) 327-6431

Contractor: SAP Referral Services, LLC Section/Unit: Attention: Dawn R. Dregier Address: 8441 Satyr Hill Rd, Ste 107, Baltimore, MD 21234 Phone: (410) 668-8110, Ext. 150 Fax: (410) 668-8103 SAP Referral Services, LLC Agreement Number S1150002 Page 1 of 13

EXHIBIT A – ATTACHMENT 1 (Standard Agreement) SAP PROVIDER NETWORK BY LOCATION

The following pages constitute Exhibit A, Attachment 1 to Agreement S1150002 SAP Referral Services, LLC SAP Referral Services, LLC Agreement Number S1150002 Page 2 of 13

EXHIBIT A – ATTACHMENT 1 (Standard Agreement) SAP PROVIDER NETWORK BY LOCATION METROPOLITAN AREAS

LOCATION: *Bakersfield PROVIDER NAME: Connie Wallace STREET ADDRESS: 1412 17th Street, Suite 340, Bakersfield PHONE NUMBER: (661) 205-1522 LICENSURE: LMFT

LOCATION: *Chico PROVIDER NAME: Darlene Cheryl STREET ADDRESS: 1370 Ridgewood Drive, Suite 9, Chico PHONE NUMBER: (530) 345-3609 LICENSURE: LCSW

LOCATION: *Fairfield PROVIDER NAME: William Keeler STREET ADDRESS: 1020 Missouri Street, Fairfield PHONE NUMBER: (707) 344-1601 LICENSURE: LCSW

LOCATION: *Fresno PROVIDER NAME: Al Everette STREET ADDRESS: 5339 N. Fresno Street, Suite 101, Fresno PHONE NUMBER: (559) 924-0658 LICENSURE: CADCII/CADC

LOCATION: *Hayward PROVIDER NAME: Lisa Montalvo STREET ADDRESS: 1395 San Carlos Avenue, Suite C4, San Carlos PHONE NUMBER: (650) 631-0909 LICENSURE: LMFT/CEAP

LOCATION: *Los Angeles PROVIDER NAME: Dennis Brown STREET ADDRESS: 8512 Whitworth Drive, Los Angeles PHONE NUMBER: (310) 360-8512 LICENSURE: CADC/ICADC

LOCATION: *Long Beach PROVIDER NAME: Marion Berg STREET ADDRESS: 2100 N Sepulveda, Manhattan Beach PHONE NUMBER: (562) 531-6885 LICENSURE: LMFT

LOCATION: *Marysville PROVIDER NAME: David Scott STREET ADDRESS: 303 6th Street, Marysville PHONE NUMBER: (530) 741-1428 LICENSURE: CADCII/CADC

LOCATION: *Merced PROVIDER NAME: Scott Roberts STREET ADDRESS: 430 Crane Street, Turlock PHONE NUMBER: (209) 656-9861 LICENSURE: CADCII/ICADC SAP Referral Services, LLC Agreement Number S1150002 Page 3 of 13

SAP PROVIDER NETWORK BY LOCATION

METROPOLITAN AREAS

LOCATION: *Modesto PROVIDER NAME: Charles Wood STREET ADDRESS: 1101 Standiford Avenue, Suite B4, Modesto PHONE NUMBER: (209) 526-6325 LICENSURE: LCSW

LOCATION: *Oakland PROVIDER NAME: William Lee STREET ADDRESS: 760 Market Street, Suite 520, San Francisco PHONE NUMBER: (415) 771-1967 LICENSURE: Psychologist

LOCATION: *Ontario PROVIDER NAME: Albert Phillips STREET ADDRESS: 3629 Lynoak Street, Suite C, Pomona PHONE NUMBER: (909) 731-7355 LICENSURE: CDCII/CADC

LOCATION: *Redding PROVIDER NAME: Deborah Holub STREET ADDRESS: 610 Azalea Avenue, Redding PHONE NUMBER: (530) 233-9700 LICENSURE: CADCII/ICADC

LOCATION: *Redwood City PROVIDER NAME: Lisa Montalvo STREET ADDRESS: 1395 San Carlos Avenue, San Carlos PHONE NUMBER: (650) 631-0909 LICENSURE: LMFT/CEAP

LOCATION: *Sacramento PROVIDER NAME: Marguerite Story-Baker STREET ADDRESS: 3530 Watt Avenue, Suite 180, Sacramento PHONE NUMBER: (916) 971-9006 LICENSURE: LCSW LOCATION: *Salinas PROVIDER NAME: Leslie Kuberski STREET ADDRESS: 740 Front Street, Suite 335, Santa Cruz PHONE NUMBER: (559) 786-0206 LICENSURE: Psychologist

LOCATION: *San Bernardino PROVIDER NAME: Rebecca Hyatt STREET ADDRESS: 47 First Street, Redlands PHONE NUMBER: (760) 318-6570 LICENSURE: LCSW

LOCATION: *San Diego PROVIDER NAME: Neil Nation STREET ADDRESS: 5230 Carroll Canyon Road, Suite 200, San Diego PHONE NUMBER: (858) 232-2808 LICENSURE: LCSW

LOCATION: *San Fernando PROVIDER NAME: Bahar Safaei-Far STREET ADDRESS: 18757 Burbank Boulevard, Suite 125, Tarzana PHONE NUMBER: (818) 963-1338 LICENSURE: Psychologist SAP Referral Services, LLC Agreement Number S1150002 Page 4 of 13

METROPOLITAN AREAS

LOCATION: *San Francisco PROVIDER NAME: William Lee STREET ADDRESS: 760 Market Street, Ste 520, San Francisco PHONE NUMBER: (415) 771-1967 LICENSURE: Psychologist

LOCATION: *San Jose PROVIDER NAME: William Lamb STREET ADDRESS: 1939 The Alameda, San Jose PHONE NUMBER: (408) 260-0921 LICENSURE: LMTF/CEAP

LOCATION: *San Luis Obispo PROVIDER NAME: Dominick Lacovara, Jr. STREET ADDRESS: 11549 Los Osos Valley Road, San Luis Obispo PHONE NUMBER: (805) 543-7040 LICENSURE: LCSW

LOCATION: *San Rafael PROVIDER NAME: John Schnick STREET ADDRESS: 10 Millwood Street, Suite 3, Mill Valley PHONE NUMBER: (415) 381-1689 LICENSURE: Psychologist

LOCATION: *Santa Ana PROVIDER NAME: Karmen Payne STREET ADDRESS: 660 Baker Street, Suite 219B, Costa Mesa PHONE NUMBER: (800) 307-5327 LICENSURE: CEAP

LOCATION: *Santa Barbara PROVIDER NAME: Terri Jacobs STREET ADDRESS: 1650 Palma Drive, Ventura PHONE NUMBER: (805) 660-1990 LICENSURE: CADCII/ICADC LOCATION: *Santa Cruz PROVIDER NAME: Leslie Kuberski STREET ADDRESS: 740 Front Street, Suite 335, Santa Cruz PHONE NUMBER: (559) 786-0206 LICENSURE: Psychologist

LOCATION: *Santa Rosa PROVIDER NAME: Ann Zimmer STREET ADDRESS: 1144 Sonoma Avenue, Suite 117, Santa Rosa PHONE NUMBER: (707) 526-7720 LICENSURE: LMFT

LOCATION: *Stockton PROVIDER NAME: Scott Roberts STREET ADDRESS: 11 S. Joaquin Street, Suite 508, Stockton PHONE NUMBER: (209) 656-9861 LICENSURE: CADCII/ICADC

LOCATION: *Thousand Oaks PROVIDER NAME: Terri Jacobs STREET ADDRESS: 145 Hodencamp Road, Suite 207, Thousand Oaks PHONE NUMBER: (805) 660-1990 LICENSURE: CADCII/NCACII SAP Referral Services, LLC Agreement Number S1150002 Page 5 of 13

METROPOLITAN AREAS

LOCATION: *Ventura PROVIDER NAME: Terri Jacobs STREET ADDRESS: 1650 Palma Drive, Ventura PHONE NUMBER: (805) 660-1990 LICENSURE: CADCII/ICADC

LOCATION: *Walnut Creek PROVIDER NAME: Robert Harelson STREET ADDRESS: 3411C Mt. Diablo Boulevard, Lafayette PHONE NUMBER: (925) 639-2555 LICENSURE: LMFT

Bidders must place an asterisk (*) next to the site(s) where existing services are provided. Bidder must provide existing services in at least 80 percent of the total sites specified in this bid. SAP Referral Services, LLC Agreement Number S1150002 Page 6 of 13

NON-METROPOLITAN AREAS

LOCATION: *Alturas PROVIDER NAME: Deborah Holub STREET ADDRESS: 1302 N. East Street, Alturas PHONE NUMBER: (530) 233-6606 LICENSURE: CADCII/ICADC

LOCATION: *Barstow PROVIDER NAME: Perry Guthrie STREET ADDRESS: 15367 Bonanza Road, Suite A, Victorville PHONE NUMBER: (909) 399-8718 LICENSURE: Psychologist

LOCATION: *Bishop PROVIDER NAME: Timothy Schumacher STREET ADDRESS: 626 Houston Drive, Bishop PHONE NUMBER: (707) 387-2198 LICENSURE: CADCII/ICADC

LOCATION: Blythe PROVIDER NAME: David Roman STREET ADDRESS: 82384 Sardinia Road, Indio PHONE NUMBER: (951) 791-9500 LICENSURE: CADCII/ICADC

LOCATION: *Crescent City PROVIDER NAME: Paula Nedelcoff STREET ADDRESS: 1802 California Street, Eureka PHONE NUMBER: (707) 443-7358 LICENSURE: LMFT/CEAP

LOCATION: *El Centro PROVIDER NAME: Peter DiManno STREET ADDRESS: 1503 N. Imperial Avenue, Suite 205, El Centro PHONE NUMBER: (760) 352-4773 LICENSURE: LCSW LOCATION: Eureka PROVIDER NAME: Paula Nedelcoff STREET ADDRESS: 1802 California Street, Eureka PHONE NUMBER: (707) 443-7358 LICENSURE: LMFT/CEAP

LOCATION: Fort Bragg PROVIDER NAME: Ann Zimmer STREET ADDRESS: 1144 Sonoma Avenue, Ste 117, Santa Rosa PHONE NUMBER: (707) 526-7720 LICENSURE: LMFT

LOCATION: *Indio or Palm Springs PROVIDER NAME: David Roman STREET ADDRESS: 82384 Sardinia Road, Indio PHONE NUMBER: (951) 791-9500 LICENSURE: CADCII/ICADC

LOCATION: *Mt. Shasta or Yreka PROVIDER NAME: Frank Cardoza STREET ADDRESS: 101 Old McCloud Ave, Mt. Shasta PHONE NUMBER: (530) 598-0569 LICENSURE: CADCII/ICADC SAP Referral Services, LLC Agreement Number S1150002 Page 7 of 13

LOCATION: *Paso Robles PROVIDER NAME: Dominick Lacovara, Jr. STREET ADDRESS: 11549 Los Osos Valley Rd, San Luis Obispo PHONE NUMBER: (805) 543-7040 LICENSURE: LCSW

LOCATION: Susanville PROVIDER NAME: Darlene Cheryl STREET ADDRESS: 1370 Ridgewood Drive, Ste 9, Chico PHONE NUMBER: (530) 345-3609 LICENSURE: LCSW

LOCATION: *Santa Maria PROVIDER NAME: Cherri Neal STREET ADDRESS: 1115 E. Grand, Arroyo Grande PHONE NUMBER: (805) 709-3359 LICENSURE: CASII/NCAC

LOCATION: *South Lake Tahoe, Tahoe City, or Truckee PROVIDER NAME: Pete Nielsen STREET ADDRESS: 1137 Emerald Bay Road, South Lake Tahoe PHONE NUMBER: (877) 644-5411 LICENSURE: CADCII/ICADC

LOCATION: *Ukiah PROVIDER NAME: Ann Zimmer STREET ADDRESS: 1144 Sonoma Ave, Ste 117, Santa Rosa PHONE NUMBER: (707) 526-7720 LICENSURE: LMFT

LOCATION: *Visalia PROVIDER NAME: Jerry Thompson STREET ADDRESS: 307 W. Murray Avenue, Visalia PHONE NUMBER: (559) 625-8176 LICENSURE: CADCII/ICADC Bidders must place an asterisk (*) next to the site(s) where existing services are provided. Bidder must provide existing services in at least 80 percent of the total sites specified in this bid. SAP Referral Services, LLC Agreement Number S1150002 Page 8 of 13

BACK-UP SAP PROVIDER NETWORK BY LOCATION

METROPOLITAN AREAS

LOCATION: *Bakersfield PROVIDER NAME: Bahar Safaei-Far STREET ADDRESS: 4900 California Ave, Ste B210, Bakersfield PHONE NUMBER: (818) 963-1338 LICENSURE: Psychologist

LOCATION: *Chico PROVIDER NAME: Lori Jackson STREET ADDRESS: 468 Manzanita Ave, Ste 8, Chico PHONE NUMBER: (530) 343-1590 LICENSURE: LCSW

LOCATION: *Fairfield PROVIDER NAME: Margie Hackett STREET ADDRESS: 125 North Lincoln St, Ste H, Dixon PHONE NUMBER: (707) 301-0108 LICENSURE: LMFT/MAC

LOCATION: *Fresno PROVIDER NAME: Lynn Lirette STREET ADDRESS: 5740 N. Palm, Ste 105, Fresno PHONE NUMBER: (559) 224-8519 LICENSURE: LCSW

LOCATION: *Hayward PROVIDER NAME: William Lee STREET ADDRESS: 760 Market St, Ste 520, San Francisco PHONE NUMBER: (415) 771-1967 LICENSURE: Psychologist

LOCATION: *Los Angeles PROVIDER NAME: Marian Spivey STREET ADDRESS: 5104 W 58th Place, Los Angeles PHONE NUMBER: (213) 509-3633 LICENSURE: LCSW/CEAP LOCATION: *Long Beach PROVIDER NAME: Richard Perla STREET ADDRESS: 12287 La Mirada Blvd, Ste B, La Mirada PHONE NUMBER: (562) 944-3735 LICENSURE: LMFT

LOCATION: *Marysville PROVIDER NAME: Darlene Cheryl STREET ADDRESS: 475 D Oro Dam Blvd, Oroville PHONE NUMBER: (530) 345-3609 LICENSURE: LCSW

LOCATION: *Merced PROVIDER NAME: Charles Wood STREET ADDRESS: 1101 Standiford Ave, Ste B4, Modesto PHONE NUMBER: (209) 526-6325 LICENSURE: LCSW

LOCATION: *Modesto PROVIDER NAME: Scott Roberts STREET ADDRESS: 1130 Coffee Road, Ste 3A, Modesto PHONE NUMBER: (209) 585-6872 LICENSURE: CADCII/ICADC SAP Referral Services, LLC Agreement Number S1150002 Page 9 of 13

METROPOLITAN AREAS

LOCATION: *Oakland PROVIDER NAME: Robert Harelson STREET ADDRESS: 3411C Mt. Diablo Boulevard, Layfayette PHONE NUMBER: (925) 639-2555 LICENSURE: LMFT

LOCATION: *Ontario PROVIDER NAME: Perry Guthrie STREET ADDRESS: 10737 Laurel St., Ste 230, Rancho Cucamonga PHONE NUMBER: (909) 399-8718 LICENSURE: Psychologist

LOCATION: *Pasadena PROVIDER NAME: Maurice Taylor STREET ADDRESS: 4525 Finley Avenue, Los Feliz PHONE NUMBER: (323) 662-4115 LICENSURE: CADC/ICADC

LOCATION: *Redding PROVIDER NAME: Darlene Cheryl STREET ADDRESS: 1370 Ridgewood Drive, Ste 9, Chico PHONE NUMBER: (530) 345-3609 LICENSURE: LCSW

LOCATION: *Redwood City PROVIDER NAME: William Lamb STREET ADDRESS: 1939 The Alameda, San Jose PHONE NUMBER: (408) 260-0921 LICENSURE: LMFT/CEAP

LOCATION: *Sacramento PROVIDER NAME: Pete Nielsen STREET ADDRESS: 5524 44th Street, Sacramento PHONE NUMBER: (877) 644-5411 LICENSURE: CACDII/ICADC LOCATION: *Salinas PROVIDER NAME: William Lamb STREET ADDRESS: 1939 The Alameda, San Jose PHONE NUMBER: (408) 260-0921 LICENSURE: LMTF/CEAP

LOCATION: *San Bernardino PROVIDER NAME: Albert Phillips STREET ADDRESS: 3629 Lynoak St, Ste C, Pomona PHONE NUMBER: (909) 731-7355 LICENSURE: CADCII/ICADC

LOCATION: *San Diego PROVIDER NAME: Sean O’Hara STREET ADDRESS: 16935 W. Bernardino Dr, Ste 110, San Diego PHONE NUMBER: (619) 994-9550 LICENSURE: Psychologist

LOCATION: *San Fernando PROVIDER NAME: Maurice Taylor STREET ADDRESS: 4525 Finley Ave, Los Feliz PHONE NUMBER: (323) 662-4115 LICENSURE: CADC/ICADC SAP Referral Services, LLC Agreement Number S1150002 Page 10 of 13

METROPOLITAN AREAS

LOCATION: *San Francisco PROVIDER NAME: Robert Harelson STREET ADDRESS: 3411C Mt. Diablo Boulevard, Lafayette PHONE NUMBER: (925) 639-2555 LICENSURE: LMFT

LOCATION: *San Jose PROVIDER NAME: Earl Thygeson STREET ADDRESS: 1939 The Alameda, San Jose PHONE NUMBER: (408) 244-6285 LICENSURE: LCSW

LOCATION: *San Luis Obispo PROVIDER NAME: Cherri Neal STREET ADDRESS: 1115 E. Grand, Arroyo Grande PHONE NUMBER: (805) 709-3359 LICENSURE: CASII/NCAC

LOCATION: *San Rafael PROVIDER NAME: William Lee STREET ADDRESS: 760 Market St, Ste 520, San Francisco PHONE NUMBER: (415) 771-1967 LICENSURE: Psychologist

LOCATION: *Santa Ana PROVIDER NAME: Michael Finch STREET ADDRESS: 23232 Peralta Drive, Laguna Hills PHONE NUMBER: (949) 525-3696 LICENSURE: CADCII/ICADC

LOCATION: *Santa Barbara PROVIDER NAME: Michael Vinaver STREET ADDRESS: 314 West 4th St, Oxnard PHONE NUMBER: (310) 479-1545 LICENSURE: CADCII/ICADC LOCATION: *Santa Cruz PROVIDER NAME: William Lamb STREET ADDRESS: 1939 The Alameda, San Jose PHONE NUMBER: (408) 260-0921 LICENSURE: LMFT/CEAP

LOCATION: *Santa Rosa PROVIDER NAME: Richard Zimmer STREET ADDRESS: 1144 Sonoma Avenue, Ste 117, Santa Rosa PHONE NUMBER: (707) 526-7720 LICENSURE: Psychologist

LOCATION: *Stockton PROVIDER NAME: Charles Wood STREET ADDRESS: 1101 Standiford Ave, Ste B4, Modesto PHONE NUMBER: (209) 526-6325 LICENSURE: LCSW

LOCATION: *Thousand Oaks PROVIDER NAME: Bahar Safaei-Far STREET ADDRESS: 18757 Burbank Blvd, Ste 125, Tarzana PHONE NUMBER: (818) 963-1338 LICENSURE: Psychologist SAP Referral Services, LLC Agreement Number S1150002 Page 11 of 13

METROPOLITAN AREAS

LOCATION: *Ventura PROVIDER NAME: Michael Venaver STREET ADDRESS: 314 West 4th St, Oxnard PHONE NUMBER: (310) 479-1545 LICENSURE: CADCII/ICADC

LOCATION: *Walnut Creek PROVIDER NAME: Rhonda Otway STREET ADDRESS: 913 San Ramon Valley Blvd, Danville PHONE NUMBER: (925) 890-3989 LICENSURE: LMFT

Bidders must place an asterisk (*) next to the site(s) where existing services are provided. Bidder must provide existing services in at least 80 percent of the total sites specified in this bid. SAP Referral Services, LLC Agreement Number S1150002 Page 12 of 13

LOCATION: *Alturas PROVIDER NAME: Frank Cardoza STREET ADDRESS: 101 Old McCloud Ave, Mt. Shasta PHONE NUMBER: (530) 598-0569 LICENSURE: CADCII/ICADC

LOCATION: *Barstow PROVIDER NAME: Rebecca Hyatt STREET ADDRESS: 47 First Street, Redlands PHONE NUMBER: (760) 318-6570 LICENSURE: LCSW

LOCATION: *Bishop PROVIDER NAME: Paul McWilliams STREET ADDRESS: 20412 Brian Way, Ste 1A, Tehachapi PHONE NUMBER: (661) 823-0661 LICENSURE: LCSW

LOCATION: *Blythe PROVIDER NAME: Peter DiManno STREET ADDRESS: 1503 N. Imperial Avenue, Ste 205, El Centro PHONE NUMBER: (760) 352-4773 LICENSURE: LCSW

LOCATION: *Crescent City PROVIDER NAME: Steven Fogelman STREET ADDRESS: 10 South Bartlett St, Medford PHONE NUMBER: (541) 482-1718 LICENSURE: LPC/NCACII

LOCATION: *El Centro PROVIDER NAME: Sean O’Hara STREET ADDRESS: 7200 Parkway Dr, Ste 113, La Mesa PHONE NUMBER: (619) 994-9550 LICENSURE: Psychologist LOCATION: Eureka PROVIDER NAME: Deborah Holub STREET ADDRESS: 610 Azalea Ave, Redding PHONE NUMBER: (530) 233-9700 LICENSURE: CADCII/ICADC

LOCATION: Fort Bragg PROVIDER NAME: Richard Zimmer STREET ADDRESS: 1144 Sonoma Avenue, Ste 117, Santa Rosa PHONE NUMBER: (707) 526-7720 LICENSURE: Psychologist

LOCATION: *Indio or Palm Springs PROVIDER NAME: Rebecca Hyatt STREET ADDRESS: 1111 E. Tahquitz Canyon Way, Palm Springs PHONE NUMBER: (760) 318-6570 LICENSURE: LCSW

LOCATION: *Mt. Shasta or Yreka PROVIDER NAME: Steven Fogelman STREET ADDRESS: 611 Siskiyou Blvd, Ashland PHONE NUMBER: (541) 482-1718 LICENSURE: LPC/NCACII SAP Referral Services, LLC Agreement Number S1150002 Page 13 of 13

LOCATION: *Paso Robles PROVIDER NAME: Cherri Neal STREET ADDRESS: 1115 E. Grand, Arroyo Grande PHONE NUMBER: (805) 709-3359 LICENSURE: CASII/NCAC

LOCATION: *Susanville PROVIDER NAME: Lori Jackson STREET ADDRESS: 468 Manzanita Ave, Ste 8, Chico PHONE NUMBER: (530) 343-1590 LICENSURE: LCSW

LOCATION: *Santa Maria PROVIDER NAME: Dominick Lacovara, Jr. STREET ADDRESS: 11549 Los Osos Valley Rd, San Luis Obispo PHONE NUMBER: (805) 543-7040 LICENSURE: LCSW

LOCATION: *South Lake Tahoe, Tahoe City, or Truckee PROVIDER NAME: Robert Harelson STREET ADDRESS: 12530 Lausanne, Truckee PHONE NUMBER: (925) 639-2555 LICENSURE: LMFT

LOCATION: *Ukiah PROVIDER NAME: Richard Zimmer STREET ADDRESS: 1144 Sonoma Ave, Ste 117, Santa Rosa PHONE NUMBER: (707) 526-7720 LICENSURE: Psychologist

LOCATION: *Visalia PROVIDER NAME: Al Everette STREET ADDRESS: 245 North M Street, Tulare PHONE NUMBER: (559) 924-0658 LICENSURE: CADCII/ICADC Bidders must place an asterisk (*) next to the site(s) where existing services are provided. Bidder must provide existing services in at least 80 percent of the total sites specified in this bid. SAP Referral Services, LLC Agreement Number S1150002 Page 1 of 2

EXHIBIT A – ATTACHMENT 2 (Standard Agreement) PERFORMANCE GUARANTEES July 1, 2001 – June 30, 2013

IMPLEMENTATION

SAP Standard: Receipt of Contract Measurement Methodology and/or Standard: Contract received by DPA within two weeks of final draft provided to Contractor. Percent of Contract Value at Risk: .2%

SAP Standard: SAP network in place and operational Measurement Methodology and/or Standard: By contract implementation date (July 1, 2011) Percent of Contract Value at Risk: .2%

SAP Standard: Toll-free number available to access SAP Services Measurement Methodology and/or Standard: By contract implementation date (July 1, 2011) Percent of Contract Value at Risk: .2%

SAP Standard: Written Procedures/Protocol for accessing SAP Services Measurement Methodology and/or Standard: Received by DPA by June 15, 2011 Percent of Contract Value at Risk: .2%

SAP Standard: Satisfactory Contract Implementation Measurement Methodology and/or Standard: By contract implementation date (July 1, 2011) Percent of Contract Value at Risk: .2%

ADMINISTRATIVE REQUIREMENTS

SAP Standard: Timely SAP evaluations to State Departments Measurement Methodology and/or Standard: Initial Evaluation conducted within 72 business hours of initial contact by State department or employee. Employee progress report provided to employer within 72 business hours of employee evaluation. Percent of Contract Value at Risk: .2%

SAP Standard: Quarterly utilization reports submitted to DPA Measurement Methodology and/or Standard: Received by DPA within two weeks of close of the quarter. Percent of Contract Value at Risk: .5%

SAP Standard: Grievances report to DPA Report of final resolution of grievances sent to DPA Measurement Methodology and/or Standard: Within 45 days of initial filing Within 45 days of initial filing Percent of Contract Value at Risk: .5%

SAP Standard: Overall quality of Provider’s Services Surveys will be conducted on an annual basis. A minimum of 90% satisfactory survey respondents rating the overall quality of SRS as “good” or above. Measurement Methodology and/or Standard: Client Satisfaction Survey results Percent of Contract Value at Risk: 1% SAP Referral Services, LLC Agreement Number S1150002 Page 2 of 2

EXHIBIT A – ATTACHMENT 2 (Standard Agreement) PERFORMANCE GUARANTEES July 1, 2001 – June 30, 2013

 Any penalties assessed are applied up to 5% of annual contract expenditures.  No one metric can represent more than 5% of the total possible penalty percentage.  The annual performance average will be utilized as the basis for any penalties that apply.  Annual penalties, if any, will be calculated within 90 days of the close of the period. SAP Referral Services, LLC Agreement Number S1150002 Page 1 of 2

EXHIBIT B (Standard Agreement) BUDGET DETAIL AND PAYMENT PROVISIONS

Invoicing and Payment

For services satisfactorily rendered, and upon receipt and approval of the invoices by DPA, the Contractor will be compensated for actual expenditures incurred in accordance with the rates specified herein:

 Employee Evaluations $ 525.00/Case  Expert Testimony $ 230.00/Hour

Invoices shall include the Agreement Number and shall be submitted in triplicate not more frequently than monthly in arrears for review and approval for payment to:

Department of Personnel Administration Benefits Division – Julie Lowe 1515 S Street, No. Bldg., Suite 400 Sacramento, CA 95811

Budget Contingency Clause

It is mutually agreed that if the Budget Act of the current year and/or any subsequent years covered under this Agreement does not appropriate sufficient funds for this program, this Agreement shall be of no further force and effect. In this event, the State shall have no liability to pay any funds to the Contractor or to furnish any other considerations under this Agreement and Contractor shall not be obligated to perform any provisions under this Agreement.

The parties acknowledge and agree that the State’s duty to issue payment on the invoices under this Agreement shall not arise unless and until there is a duly enacted State budget that provides the legally required spending authority to pay said invoices. Failure by the State to pay invoices during periods of time when there is no State budget shall not constitute a breach of this Agreement and provides no grounds for termination by Contractor. The Contractor agrees to withhold termination proceedings for ninety (90) days following notification by the State that it is unable to make invoice payments due to a lack of an enacted State budget. If funding for any fiscal year is reduced or deleted by the Budget Act for purposes of this program, the State shall have the option to either cancel this Agreement with no liability occurring to State, or offer an agreement amendment to Contractor to reflect the reduced amount.

The State’s obligation to make any payments under this contract shall be suspended during such time as the Budget Act covering that fiscal year has not been approved by the Legislature and signed into law by the Governor. SAP Referral Services, LLC Agreement Number S1150002 Page 2 of 2

EXHIBIT B (Standard Agreement)

Nothing in this Agreement is intended to restrict DPA’s right to terminate this Agreement at any time for any reason including but not limited to the absence of an appropriation in the Budget Act of the current year and/or any subsequent years covered.

Prompt Payment Clause

It is mutually agreed that the Contractor does not waive any right to payment for approved services rendered in a prior fiscal that was covered by a Budget Act that was approved by the Legislature and signed into law by the Governor for that prior fiscal year. Payment will be made in accordance with, and within the time specified in, Government Code Chapter 4.5, commencing with Section 927. SAP Referral Services, LLC Agreement Number S1150002 Page 1 of 4

EXHIBIT C (Standard Agreement) GENERAL TERMS AND CONDITIONS

1. APPROVAL: This Agreement is of no force or effect until signed by both parties and approved by the Department of General Services, if required. Contractor may not commence performance until such approval has been obtained.

2. AMENDMENT: No amendment or variation of the terms of this Agreement shall be valid unless made in writing, signed by the parties and approved as required. No oral understanding or Agreement not incorporated in the Agreement is binding on any of the parties.

3. ASSIGNMENT: This Agreement is not assignable by the Contractor, either in whole or in part, without the consent of the State in the form of a formal written amendment.

4. AUDIT: Contractor agrees that the awarding department, the Department of General Services, the Bureau of State Audits, or their designated representative shall have the right to review and to copy any records and supporting documentation pertaining to the performance of this Agreement. Contractor agrees to maintain such records for possible audit for a minimum of three (3) years after final payment, unless a longer period of records retention is stipulated. Contractor agrees to allow the auditor(s) access to such records during normal business hours and to allow interviews of any employees who might reasonably have information related to such records. Further, Contractor agrees to include a similar right of the State to audit records and interview staff in any subcontract related to performance of this Agreement. (Gov. Code §8546.7, Pub. Contract Code §10115 et seq., CCR Title 2, Section 1896).

5. INDEMNIFICATION: Contractor agrees to indemnify, defend and save harmless the State, its officers, agents and employees from any and all claims and losses accruing or resulting to any and all contractors, subcontractors, suppliers, laborers, and any other person, firm or corporation furnishing or supplying work services, materials, or supplies in connection with the performance of this Agreement, and from any and all claims and losses accruing or resulting to any person, firm or corporation who may be injured or damaged by Contractor in the performance of this Agreement.

6. DISPUTES: Contractor shall continue with the responsibilities under this Agreement during any dispute. 7. TERMINATION FOR CAUSE: The State may terminate this Agreement and be relieved of any payments should the Contractor fail to perform the requirements of this Agreement at the time and in the manner herein provided. In the event of such termination the State may proceed with the work in any manner deemed proper by the State. All costs to the State shall be deducted from any sum due the Contractor under this Agreement and the balance, if any, shall be paid to the Contractor upon demand.

8. INDEPENDENT CONTRACTOR: Contractor, and the agents and employees of Contractor, in the performance of this Agreement, shall act in an independent capacity and not as officers or employees or agents of the State. SAP Referral Services, LLC Agreement Number S1150002 Page 2 of 4

EXHIBIT C (Standard Agreement)

9. RECYCLING CERTIFICATION: The Contractor shall certify in writing under penalty of perjury, the minimum, if not exact, percentage of post consumer material as defined in the Public Contract Code Section 12200, in products, materials, goods, or supplies offered or sold to the State regardless of whether the product meets the requirements of Public Contract Code Section 12209. With respect to printer or duplication cartridges that comply with the requirements of Section 12156(e), the certification required by this subdivision shall specify that the cartridges so comply (Pub. Contract Code §12205).

10. NON-DISCRIMINATION CLAUSE: During the performance of this Agreement, Contractor and its subcontractors shall not unlawfully discriminate, harass, or allow harassment against any employee or applicant for employment because of sex, race, color, ancestry, religious creed, national origin, physical disability (including HIV and AIDS), mental disability, medical condition (e.g., cancer), age (over 40), marital status, and denial of family care leave. Contractor and subcontractors shall insure that the evaluation and treatment of their employees and applicants for employment are free from such discrimination and harassment. Contractor and subcontractors shall comply with the provisions of the Fair Employment and Housing Act (Gov. Code §12990 (a-f) et seq.) and the applicable regulations promulgated thereunder (California Code of Regulations, Title 2, Section 7285 et seq.). The applicable regulations of the Fair Employment and Housing Commission implementing Government Code Section 12990 (a-f), set forth in Chapter 5 of Division 4 of Title 2 of the California Code of Regulations, are incorporated into this Agreement by reference and made a part hereof as if set forth in full. Contractor and its subcontractors shall give written notice of their obligations under this clause to labor organizations with which they have a collective bargaining or other Agreement.

Contractor shall include the nondiscrimination and compliance provisions of this clause in all subcontracts to perform work under the Agreement.

11. CERTIFICATION CLAUSES: The CONTRACTOR CERTIFICATION CLAUSES contained in the document CCC 307 are hereby incorporated by reference and made a part of this Agreement by this reference as if attached hereto.

12. TIMELINESS: Time is of the essence in this Agreement.

13. COMPENSATION: The consideration to be paid Contractor, as provided herein, shall be in compensation for all of Contractor's expenses incurred in the performance hereof, including travel, per diem, and taxes, unless otherwise expressly so provided. 14. GOVERNING LAW: This contract is governed by and shall be interpreted in accordance with the laws of the State of California.

15. ANTITRUST CLAIMS: The Contractor by signing this agreement hereby certifies that if these services or goods are obtained by means of a competitive bid, the Contractor shall comply with the requirements of the Government Codes Sections set out below. a. The Government Code Chapter on Antitrust claims contains the following definitions: 1) "Public purchase" means a purchase by means of competitive bids of goods, services, or materials by the State or any of its political subdivisions or public agencies on whose behalf the Attorney General may bring an action pursuant to subdivision (c) of Section 16750 of the SAP Referral Services, LLC Agreement Number S1150002 Page 3 of 4

EXHIBIT C (Standard Agreement)

Business and Professions Code. 2) "Public purchasing body" means the State or the subdivision or agency making a public purchase. Government Code Section 4550. b. In submitting a bid to a public purchasing body, the bidder offers and agrees that if the bid is accepted, it will assign to the purchasing body all rights, title, and interest in and to all causes of action it may have under Section 4 of the Clayton Act (15 U.S.C. Sec. 15) or under the Cartwright Act (Chapter 2 (commencing with Section 16700) of Part 2 of Division 7 of the Business and Professions Code), arising from purchases of goods, materials, or services by the bidder for sale to the purchasing body pursuant to the bid. Such assignment shall be made and become effective at the time the purchasing body tenders final payment to the bidder. Government Code Section 4552. c. If an awarding body or public purchasing body receives, either through judgment or settlement, a monetary recovery for a cause of action assigned under this chapter, the assignor shall be entitled to receive reimbursement for actual legal costs incurred and may, upon demand, recover from the public body any portion of the recovery, including treble damages, attributable to overcharges that were paid by the assignor but were not paid by the public body as part of the bid price, less the expenses incurred in obtaining that portion of the recovery. Government Code Section 4553. d. Upon demand in writing by the assignor, the assignee shall, within one year from such demand, reassign the cause of action assigned under this part if the assignor has been or may have been injured by the violation of law for which the cause of action arose and (a) the assignee has not been injured thereby, or (b) the assignee declines to file a court action for the cause of action. See Government Code Section 4554.

16. CHILD SUPPORT COMPLIANCE ACT: For any Agreement in excess of $100,000, the contractor acknowledges in accordance with Public Contract Code 7110, that: a. The contractor recognizes the importance of child and family support obligations and shall fully comply with all applicable state and federal laws relating to child and family support enforcement, including, but not limited to, disclosure of information and compliance with earnings assignment orders, as provided in Chapter 8 (commencing with section 5200) of Part 5 of Division 9 of the Family Code; and b. The contractor, to the best of its knowledge is fully complying with the earnings assignment orders of all employees and is providing the names of all new employees to the New Hire Registry maintained by the California Employment Development Department.

17. UNENFORCEABLE PROVISION: In the event that any provision of this Agreement is unenforceable or held to be unenforceable, then the parties agree that all other provisions of this Agreement have force and effect and shall not be affected thereby.

18. PRIORITY HIRING CONSIDERATIONS: If this Contract includes services in excess of $200,000, the Contractor shall give priority consideration in filling vacancies in positions funded SAP Referral Services, LLC Agreement Number S1150002 Page 4 of 4

EXHIBIT C (Standard Agreement) by the Contract to qualified recipients of aid under Welfare and Institutions Code Section 11200 in accordance with Pub. Contract Code §10353.

19. SMALL BUSINESS PARTICIPATION AND DVBE PARTICIPATION REPORTING REQUIREMENTS: a. If for this Contract Contractor made a commitment to achieve small business participation, then Contractor must within 60 days of receiving final payment under this Contract (or within such other time period as may be specified elsewhere in this Contract) report to the awarding department the actual percentage of small business participation that was achieved. (Govt. Code § 14841.) b. If for this Contract Contractor made a commitment to achieve disabled veteran business enterprise (DVBE) participation, then Contractor must within 60 days of receiving final payment under this Contract (or within such other time period as may be specified elsewhere in this Contract) certify in a report to the awarding department: (1) the total amount the prime Contractor received under the Contract; (2) the name and address of the DVBE(s) that participated in the performance of the Contract; (3) the amount each DVBE received from the prime Contractor; (4) that all payments under the Contract have been made to the DVBE; and (5) the actual percentage of DVBE participation that was achieved. A person or entity that knowingly provides false information shall be subject to a civil penalty for each violation. (Mil. & Vets. Code § 999.5(d); Govt. Code § 14841.)

20. LOSS LEADER: If this contract involves the furnishing of equipment, materials, or supplies then the following statement is incorporated: It is unlawful for any person engaged in business within this state to sell or use any article or product as a “loss leader” as defined in Section 17030 of the Business and Professions Code. (PCC 10344(e).) SAP Referral Services, LLC Agreement Number S1150002 Page 1 of 2

EXHIBIT D (Standard Agreement)

SPECIAL TERMS AND CONDITIONS

Prelitigation Dispute Resolution Process: Except as otherwise provided in this Agreement, any dispute concerning a question of fact arising under the Agreement which is not disposed of by written agreement shall be decided by the DPA, who shall reduce its decision in writing and mail or otherwise furnish a copy thereof to the Contractor. The Contractor will have thirty (30) calendar days after receipt of such decision to submit a written protest to the DPA specifying in detail in what particulars the Agreement requirements were exceeded. Failure to submit such protest within the period specified shall constitute a waiver of any and all rights to adjustment in Agreement terms and the DPA’s decision shall be final and conclusive. Pending final decision of a dispute hereunder, the Contractor shall proceed diligently with the performance of the Agreement upon receipt of written order from the DPA to do so.

Agency Liability: The Contractor warrants by execution of this Agreement that no person or selling agency has been employed or retained to solicit or secure this Agreement upon agreement or understanding for a commission, percentage, brokerage, or contingent fee, excepting bona fide employees or bona fide established commercial or selling agencies maintained by the Contractor for the purpose of securing business. For breach or violation of this warranty, the State shall, in addition to other remedies provided by law, have the right to annul this Agreement without liability, paying only for the value of the work actually performed, or otherwise recover the full amount of such commission, percentage, brokerage, or contingent fee.

Subcontractors: Nothing, contained in this Agreement or otherwise, shall create any contractual relation between the State and any subcontractors, and no subcontract shall relieve the Contractor of his responsibilities and obligations hereunder. The Contractor agrees to be as fully responsible to the State for the acts and omissions of its subcontractors and of persons either directly or indirectly employed by any of them as it is for the acts and omissions of persons directly employed by the Contractor. The Contractor’s obligation to pay its subcontractors is an independent obligation from the State’s obligation to make payments to the Contractor. As a result, the State shall have no obligation to pay or to enforce the payment of any moneys to any subcontractor.

Termination of Agreement: The DPA may terminate this Agreement or any part thereof for any reason or no reason by giving the Contractor thirty (30) days written notice of the effective date of termination. In the event of such termination, the State shall be relieved of any payments arising under this Agreement and may proceed with the work in any manner deemed proper by the State. All costs to the State shall be deducted from any sum due to the Contractor under this Agreement and the balance, if any, shall be paid to the Contractor upon demand.

Provisions: If any provision of this Agreement shall be held illegal or invalid for any reason, the illegality or invalidity shall not affect the remaining parts of the Agreement, but the same shall be construed and enforced as if said illegal or invalid provision has never been inserted herein. SAP Referral Services, LLC Agreement Number S1150002 Page 2 of 2

EXHIBIT D (Standard Agreement)

SPECIAL TERMS AND CONDITIONS

Amendments: Any changes to this Agreement shall be agreed to in writing by both parties. Persons designated to have authority in providing instruction to facilitate changes to this Agreement are listed in Exhibit A, Scope of Work. Persons authorized to provide daily operation instructions are also listed in the Scope of Work, Attachment A. The Department may amend either listing pursuant to a written notification.

Indemnification: Contractor agrees to indemnify, defend and save harmless the State, its officers, agents and employees from any and all claims and losses accruing or resulting to any and all contractors, subcontractors, suppliers, laborers, and any other person, firm or corporation furnishing or supplying work services, materials, or supplies in connection with the performance of this Agreement, and from any and all claims and losses accruing or resulting to any person, firm or corporation who may be injured or damaged by Contractor in the performance of this Agreement. Nothing in this Agreement shall preclude the State from participating in and/or providing its own defense. However, Contractor shall not be relieved from its obligation to indemnify, defend and save harmless the State, its officers, agents and employees even though the State participates in and/or provides its own defense.

Inspections: The DPA reserves the right to conduct on-site inspections of the Contractor’s and sub-contractor’s facilities and to require the Contractor to participate in blind testing for quality control purposes.

Settlement of Disputes: Any claim that the Contractor may have regarding the performance of this agreement, including, but not limited to, claims for additional compensation, extension of time, shall be submitted to the Department of Personnel Administration, Legal Division within ten (10) days of discovery of the problem. Within ten (10) days of this filing, the Chief Counsel or Designee shall meet with the Contractor and assigned attorney for purposes of resolving the dispute. Should the Contractor disagree with the decision, the Contractor may appeal to the DPA Director or Designee within fifteen (15) working days of the decision. The DPA Director, or Designee, shall meet with the Contractor to review the issues raised. A written decision signed by the Director or Designee shall be returned to the Contractor within thirty (30) days of the meeting. The decision of the DPA Director or Designee shall be final. Except that, nothing in this section shall constitute a waiver by the Contractor to seek enforcement of any right under this contract after the above dispute resolution procedures have been exhausted.

Force Majeure: The parties’ performance under this Contract is subject to government regulation, or governmental decision that restricts travel, acts of God, terrorism, disaster, strikes, civil disorder, curtailment of transportation facilities, or any other emergency beyond the parties’ control, making it inadvisable, illegal or which materially affects a party’s ability to perform its obligations under this contract. Either party may terminate this contract or, alternatively postpone any hearing previously scheduled pursuant to this agreement, for any one or more of such reasons upon notice to the other party of such occurrence or receipt of any of the above occurrences. This agreement may be terminated, or alternatively the hearing postponed, for any one or more such reasons without prejudice or penalty. SAP Referral Services, LLC Agreement Number S1150002 Page 1 of 1

EXHIBIT E (Standard Agreement)

SUBCONTRACTOR EVALUATION

Notice of Agency Evaluation of Contractor Performance Per Public Contract Code

Within sixty (60) days after the completion of this Agreement, the assigned attorney shall complete a written evaluation of the Contractor’s performance under this Agreement. The evaluation shall be prepared on Contract/Contractor Evaluation form (STD 4), and maintained in the Agreement file. If the Contractor did not satisfactorily perform the work, a copy of the evaluation will be sent to the Department of General Services, Office of Legal Services, and to the Contractor within 15 working days of the completion of the evaluation. (PCC 10367; 10369; 10370).